Winter Soldier
by American Gurl
Summary: Her life was shattered into a million pieces ages ago but thanks to Hydra, she doesn't remember anything. Now she is a weapon.
1. Chapter 1

**This story is mostly going to be from the Winter Soldier's perspective. I have another one going that is from another OC's perspective as she teams up with Cap and Bucky as they search for the Winter Soldier.**

 _Winter 1944_

 _"Kennedy, don't let go." Bucky yelled as tried to grab his fiancé's hand. She was hanging on with every bit of strength she had left. "Reach up and grab my hand."_

 _Kennedy tried, and missed the first and second time. On the third try, Kennedy reached up and grabbed Bucky's hand. She let out a deep breath. Bucky started to pull her up and they were almost all the way went a bullet came from somewhere and hit Kennedy._

 _"Don't let go Kennedy. Come on, your almost up." Bucky said reassuringly. Kennedy tried to keep her eyes open. The pain in her side was unimaginable. She started to see stars. Bucky was trying his best to pull her up, but without any help from her it was becoming an impossible task. "Kennedy, sweetheart, you have to help me. Come on love, don't let go."_

 _Another shot rang out and hit Kennedy just below the first shot. That was it. Kennedy completely blacked out. Now the only thing keeping Kennedy from falling, was Bucky's grip on her wrist. A third shot was fired and hit Bucky in the shoulder causing him to completely loose his grip on Kennedy. He couldn't even breathe as he watched her fall out of sight._

Summer 2012

A girl sat in a chair, there were cuffs around her wrists and ankle holding her in the chair. Her hazel eyes were dull and she was bruised. She was wearing a black sports bra and black cargo pants. Her black boots, looked like they had seen better days. But none of that mattered to the people buzzing around her. All that mattered to them, was mission prep. There was only handful of people who knew about this girl, all of them were Alexander Peirce's puppets. According to chatter, the girl was Hydra's greatest asset. But none of that mattered to the girl. Her job was to take out whoever Peirce showed her a picture of. That was it, that was her life.

Today the picture was a black male, 6ft 2in. He had an eyepatch on his left eye and wore all black. She wasn't given a name, just the address at which she would find him. She was a robot, a puppet, a toy, a weapon. Hydra, used her for the most dangerous missions. Every intelligence agency worldwide had heard of her. Some called her The Ghost. But, her most common name, was The Winter Soldier.


	2. Chapter 2

She climbed to the roof across from the place her target was at. He was in a small apartment, sitting in a corner chair. She was just about to fire when two men walked into the room. She help fire until the perfect moment. She held down the trigger on her fully automatic assault rifle. Glass shattered in the apartment. When she finally emptied her magazine, she ran from roof top to roof top. At first she was running alone. Suddenly she realized she was being chased by a man with a shield. He threw the shield, she stopped and caught it with her metal arm. She threw the shield back at him as hard as she possibly could and then disappeared.

At the Hydra facility, she ate and was sedated heavily. Now all she could do was wait until the next mission. Little did she know, her next mission would be sooner than she thought it would be.

Half a dozen men and women ran around the soldier making sure the broken girl in the chair could be ready for her next mission. Mission Prep was always a big deal. If the soldier wasn't ready, the mission was a no go. If Hydra agents failed to execute their plans, they would pay with their lives.

After almost two days passed, the asset was called to Mr. Pierce's house for a mission briefing. She sat at the kitchen table waiting for him to come home. When he finally did, he was almost surprised to find her sitting there staring at him.

"Want some milk?" Pierce offered jokingly. "The timetable has moved. Our window is limited. Three targets. Level six." He sat down at the table. "They already cost me Zola. I want confirmed death in 10 hours."

"Sorry Mr. Pierce, I…" The house keeper Renata said as she walked into the kitchen. "I forgot my phone."

"Oh Renata, I wish you had knocked." Three shots rang out and the poor house keeper fell down. "Now, as I was saying. Confirmed death 10 hours. Here is their files." He pushed three files across the table towards the girl sitting across from him. She took them and disappeared.


	3. Update

**Hey Guys,**

 **I know it has been a long time since I last updated, but I have had a very bust Christmas season. (I also have writers block)**

 **I just want you guys to know that I didn't forget about this story and I will be updating again after finals.**

 **Lots of Love,**

 **Beth**


	4. Chapter 3

**Hahaha. I finally got this chapter done! I am soooooo sorry for the extremely long wait. I have been very busy with school. I think I have just about finished this story so I can move on to the next part. Again sorry for the looooong wait. Lots of Love, Beth**

Captain America and his Lieutenant, James Barnes flew down the high way. Sam Wilson was driving and Natasha Romanoff sat in the back with a suspect. Jasper Sitwell sat next to Romanoff and complained for the entire car ride. The four soldiers were about to throw him out of the car when something did it for them.

As the raced down the highway a metal arm reached into the car and threw Sitwell into oncoming traffic before pulling out a gun and shoot in through the top of the car. Natasha and James jumped into the front seat to avoid being shot. Steve shifted the car into park and the shooter went flying off. It stopped itself with the metal arm. The biggest surprise was that to shoot was definitely a woman.

She was short and fit. Her hair was a dark brown just above shoulder length. She had a mask covering her face. Natasha pulled her gun to shoot the woman, but there car was rear ended by a army style jeep this caused Nat to drop her gun.

They were then headed straight for the woman still standing in the middle of the highway. She jumped onto their car and ripped the steering wheel out. There car speed over to the side of the road.

Before the car hit the wall Captain and Lieutenant America grabbed their shields and friends and jumped out of the car.

They got on their feet. The woman pulled a huge gun and shot Steve backwards off the bridge and into a bus causing the bus to crash.

Natasha and Sam covered James while he jumped over the side of the bridge to find Steve. Now the woman was joined by four men twice her size.

Natasha ran for the side of the bridge and jumped over the side as well. The woman changed guns and waited for Natasha to run from under the over pass. Instead she was shot in the goggles. She pulled back and sat against the wall, she took the goggles off and threw them to the side.

Her dull hazel eyes were revealed. Now she was angry. In one motion she stood up, turned around and started open furring on the ground below. Now nothing was in her way, she jumped off the bridge and followed Natasha.

Moving down the street she shot anything that got in her way. Finally she heard a female voice. Approaching quietly she took out a small flash bang and rolled it towards the voice. It blew up and from behind her Natasha jumped onto her and the fight began.

Natasha ran down the street until the woman shot her shoulder. Just as the woman closed in for the finishing shot, James intercepted. Steve got Natasha out of the area.

James and the soldier went at it. Even though she was much smaller than he was she gave him a run for his money. Her training with guns, knives and hand to hand were amazing. Her metal arm was also a slight advantage. But when he kicked her, she went flying back farther than James thought possible. But her recovery was quick. Anytime the fight came down to who could kick harder or weighed more, the soldier lost by a lot.

Finally James got to a place where he could get some distance between her and himself. He picked her up and tossed her causing the mask to fall off. James took a defensive stand readying himself for another attack. Instead the soldier turned towards him and stared him through with steel eyes. James stepped towards the soldier.

"Kenny?" He asked in almost disbelief. She had died but she was standing in front of him.

"Who the hell is Kenny?" The soldier squared up defensively. Her voice was cold and hard, but it was Kennedy's. Kennedy got ready to fight again when Falcon hit her from behind. She stood and aimed her gun at James. Natasha fired a gun and blew up the entire area she was standing in.

When James looked for her she was gone.

The Winter Soldier was sitting in the same chair as always. Her metal arm had to be fixed due to the fight on the bridge. This time her mind wasn't empty, things ran through it, she wasn't sure what.

 _"Miss, Carter." Dr. Zola leaned over her._

 _"Come on love, don't let go." The man from the bridge was holding her above a huge canyon._

 _Soldiers surrounded her and she could see that her left arm was gone. "The procedure has already started." They welded a metal arm where her left arm should have been. "You are going to be the new face of Hydra." She grabbed a man and started to choke the life out of him. "Put her on ice." She saw her reflection and then ice._

The soldier punched the man fixing her arm sending him flying backwards onto the cement floor. All guns were on her immediately.

Less than an hour later Alexander Peirce arrived and the men lowered their guns.

"Mission report." When she didn't answer properly he asked again. "Mission report, now!"

Alexander Peirce got down closer to the soldier. He slapped her suddenly.

"The man on the bridge… who was he?" Winter's lip was bleeding but she didn't notice.

"You met him earlier this week on another assignment." Peirce lied trying to keep the soldier away from her past.

"I knew him." A dull feeling of familiarity racked Winter's mind. She knew the man on the bridge, he was someone to her.

"Your work has been a gift to mankind. You shaped the century. And I need you to do it, one more time. Society is at a tipping point between order and chaos, tomorrow morning we're going to give it a push. But if you don't do your part I can't do mine. And Hydra can't get the world the freedom it deserves." Alexander Peirce thought he had Winter back to where he needed her.

"But I knew him." She shook her head slightly trying to clear her mind.

More thoughts ran threw her mind. She was pushed back and strapped down, a piece of rubber was put in her mouth. She took deep, labored breaths knowing what was coming next, she knew fighting wasn't going to help, but she wanted to fight so badly. More thoughts about the past rushed through her mind. There was a searing pain in her head and the thoughts disappeared. Nothing was left, her mind was a blank canvas that Hydra could now write on.


	5. Chapter 4

James Barnes, Sam Wilson, Natasha Romanoff, Maria Hill, Steve Rogers and Nick Fury sat around a table. Rogers and Barnes were more than pissed off. James was angry because Fury hadn't told him that Kennedy was alive, Steve was angry because Bucky was angry. At that moment, Fury was at the top of both super soldiers hit list, Alexander Peirce was a close second.

"This man declined the Nobel Peace Prize. He said peace wasn't an achievement, it was a responsibility." Nick Fury stood up as he spoke. "See, it's stuff like this that gives me trust issues."

"We have to stop that launch." Natasha had lost a lot of blood from being shot, but she seemed as alert as the others at the table.

"I don't think the council is accepting my calls anymore." Fury had been "killed" by The Winter Soldier in Steve's apartment. Everyone still thought he was dead, and that was the way he liked it. Fury opened a file on the table.

"What's that?" Sam Wilson was still part of the crew and was enjoying being the sidekick to some of the greatest super heroes of all time.

"Once the Hellicarriers reach three thousand feet, they'll triangulate with Insight satellites becoming fully weaponized." Maria Hill had everything planned out carefully.

"We need to breach those carriers and replace their targeting blades with our own."

"One or two wont cut it. We need to link all three carriers for this to work, because if even one of those ships remains operational a whole lot of people are gonna die."

"We have assume that everyone aboard those carriers is HYDRA. We need to get pass them, insert the server blades, and maybe, just maybe, we can salvage what's left…"

"We're not salvaging anything. We're not just taking down the carriers, Nick, we're taking down S.H.E.I.L.D." Steve said matter of factly.

"S.H.E.I.L.D. had nothing to do with it." Nick said defending S.H.E.I.L.D.

"You gave me this mission, this is how it ends. S.H.E.I.L.D.'s been compromised, you've said it yourself. HYDRA was right under your nose and nobody noticed."

"Why do you think we're meeting in this cave? I noticed."

"And how many had to pay the price before you did?" James joined the conversation for the first time. He was being passive aggressive and Fury was slightly annoyed by it."

"Look, I didn't know about Carter." Steve gave him a suspicious look.

"Even if you had, would you have told us? Or would that have been compartmentalized too?" James stood up and walked out of the room.

"S.H.E.I.L.D., HYDRA, it all goes." Steve said ending that debate.

"He's right." Maria Hill agreed. Fury looked to Natasha and Sam for an opinion.

"Don't look at me. I do what these guys do just slower." Sam said pointing to Cap and Natasha.

"Well… Looks like you're giving the orders now, Captain." Fury said and the meeting was over.

James stood on the dam, the view was gorgeous but he wasn't thinking about the view his mind was elsewhere. It was back at the camp he met Kennedy at. It was only two days before Kennedy found out she was going on the next mission with the Howling Commandos.

 _"What's the date today?" Kennedy asked Bucky. He was sitting at his desk working on reports._

 _"December 16_ _th_ _." Kennedy was writing Christmas cards to her family. "Only 9 days to Christmas."_

 _"Mhm."_ _Kennedy had been avoiding the subject of Christmas with everything she had. "How many soldiers are in the Howling Commandos?"_

 _"You're avoiding Christmas again. And don't deny it, we haven't been able to have an actual conversation about Christmas since November." Bucky moved from behind his deck to the edge of Kennedy's. "Aren't you excited about it?"_

 _"I guess." She didn't look up._

 _"Hey, I can tell somethings eating at you." He took her hand and had her stand up. He moved so that she was sitting on his desk and he was standing in front of her. "What's wrong?"_

 _"Your next mission, I heard someone say that it could run through Christmas. And I know it's silly, but…"_

 _"You're hoping we get back earlier." Kennedy nodded shyly. "What if it does run through? You still gonna love me?" Bucky asked teasingly._

 _"Of course. I'll love you no matter what."_

"She's going to be there you know?" James was pulled out of his thoughts by Sam's voice.

"I know."

"Look, whoever she used to be, the person she is now, I don't think she's the kind you save. She's the kind you stop." James looked at Sam sadly.

"I don't know if I can do that."

"Well, she might not give you a choice. She doesn't know you."

"She will."

Natasha came up to the dam with the two men. "Gear up, it's time." She said strictly.

Steve put on his stealth suit and walked into a conference room for final mission brief. Fury was standing with Natasha at the front of the room, Sam had his wings on and was talking to James who had his shield strapped to his back.

"Alright, everyone knows what the goal of this mission is. Sam find Rumlo and the STRIKE team, Romanoff you are going to crash Peirce's party. Bucky you and I are going to get the chips changed and Agent Hill, you're going to run point from the communications room at S.H.E.I.L.D. HQ. Let's go." He turned around and headed straight for his motorcycle.

James got on the other motorcycle while the rest of the team piled into an S.H.E.I.L.D. van. They hit the road and got to the S.H.E.I.L.D. building with about a half an hour before the ships were going to be launched.

'We are in final launch sequence.' A computer announced to everyone in the Insight launch room.

Everyone was crammed in the communication room. If all S.H.E.I.L.D. Agents were not on board with them, the fight was going to get a hell of a lot harder. Fortunately Steve had a plan. He hijacked the entire building's com system.

"Attention all S.H.E.I.L.D. agents. This is Steve Rogers. You've heard a lot about me the last few days, some of you were even ordered to hunt me down. But, I think it's time you know the truth. S.H.E.I.L.D. is not what we thought it was, it's been taken over by HYDRA. Alexander Peirce is their leader. The STRIKE team is HYDRA as well. I don't know how many more, but I know they're in the building. They could be standing right next to you. They almost have what they want: absolute control. They shot Nick Fury and it wont end there. If you launch those hellicarriers today, HYDRA will be able to kill anyone that stands in their way, unless we stop them. I know I'm asking a lot, but the price of freedom is high, it always has been, and it's a price I'm willing to pay. And if I'm the only one, then so be it. But I'm willing to bet I'm not." Steve had said enough. Gun shots rang out in a few places. People were standing up for what was right.

"Did you write that down first, or was it off the top of your head?" Falcon asked being funny. James laughed at everything that had just gone down.

"We need to get out of here before the excitement happens without us." James said after he finished laughing.

The hellicarriers were launched by Rumlow after he had just about shot the entire launch room staff. Steve and Falcon chose their own carriers while James took the third. Falcon and Steve replaced their chips quickly with little to no resistance. Bucky had a bigger problem. He got into the carrier and found Kennedy waiting for him.

"People are going to die Kenny, I can't let that happen." James said walking across a bridge. Winter just stared at him. "Please don't make me do this." His voice almost cracked.

She obviously didn't have any feelings about what he was saying. He took a deep breath and threw his shield at her as hard as he could. She used her metal arm to block it, the shield ricocheted back to James. Winter pulled a gun and fired six times, the sixth shot grazed James' side. He used the shield and pushed her back, she fell over but got back up and pulled a knife. She was better trained than James could have ever imagined.

Her hand to hand skills quickly showed him that he was in trouble. He got into the hellicarrier system and almost got the chip in, but she was on him like white on rice. He hated to fight her like this, but what other choice did he have? He grabbed her hair and slammed her head into a railing. Thinking he had an opening he turned away for a split second.

Winter launched at him. She grabbed him and pushed off the railing sending both of them over the side onto the ground. The chip lay only a few feet away, James grabbed it and was hit in the back with his shield causing him to drop the chip. He picked up his shield and held it up just as Winter pulled one of her guns and fired at him. Her magazine was empty so James threw the shield at her, she used her metal arm once again to deflect the shield. She pulled another knife making James wonder where these weapons were coming from and how they didn't weigh her down. She quickly stabbed him in the shoulder.

James head butted her twice and she finally let go, he pulled the knife out and threw it down. While disposing of the knife Winter went for the chip. James grabbed her so the arm with the chip was under his right arm and he could hold her away from himself with his left hand.

"Drop it." Winter tried to punch him with her left arm. "Drop it." James put his left hand behind her shoulder and tried to dislocate it. She cried out and tried to pull away. Not wanting to hurt her more than necessary James changed positions so that he had Winter in a choke hold with her metal arm under his leg. It only took a few seconds for her to fall unconscious. She dropped the chip.

James let Winter go, grabbed the chip and ran to change it. He was so close when a shot rang out and he felt a sharp pain in his leg. Winter was up and had a gun. A second shot rang out but only grazed his side. He had definitely partially dislocated her shoulder so she was down to her metal arm.

"30 second Lieutenant." Maria Hill said over the coms. He pulled out the chip and was just about to put it in place when a third shot rang out and hit him in the back. He slowly fell, he was bleeding and his whole body hurt. With every bit of strength he could muster he go the chip in place. Sliding down to sit he leaned into his wrist com.

"Fire now."

"Buck, you can't…"

"Steve, I got this. Just do it." James cut Steve off. He had to finish this. The three hellicarriers started to fire on one another.

Below a metal support beam fell and trapped Winter under it. Broken and barely able to move, James got down to her. She was trying to push it off with her metal arm, but she wasn't strong enough to move it at all.

"Relax, I got ya." James said reassuringly. He grabbed the beam and pulled it up with all of his remaining strength. Winter wiggled out from under it and caught her breath. "You know me."

"No I don't." Winter punched him and he fell back. The hellicarrier was falling apart all around them.

"Kenny, you and I were, are engaged." Winter hit him again. He picked himself up. "Your name is Kennedy Elizabeth Carter."

"Shut up!" She hit him harder this time. She didn't know him, she didn't know him at all.

"I'm not gonna fight you." He let his shield fall through a hole in the carrier. "You're my love."

There was a moment of stillness before she tackled him to the ground. "You're my mission." She punched him over and over and over and over again with her metal arm but James didn't fight back. She finally stopped for a moment to catch her breath. She hesitated for a moment.

"Then finish it, but, I'll love you no matter what."

Those words stopped everything in Winter's brain and then started it up in a different direction. She knew those words, she didn't know how she knew them, they were just familiar. James saw her change, she wasn't angry any longer, she was confused. Before Winter could say anything, the floor to the hellicarier fell through, she grabbed one of the support beams.

As she hung there she saw the soldier fall into the water and something odd happened. Instead of feeling that her mission was complete, she felt sad. The thoughts from before flooded back, she did know that man. Watching him fall and not being able to catch him hurt. Without realizing it a tear ran down her cheek. The man fell into the water followed by debris.


	6. Chapter 5 and Epilogue

**Hey, so this is the last chapter of the Winter Soldier. But, I am going to be writing a Civil War story line for Kennedy. Lots of Love, Beth**

As James sunk below the surface of the water he knew that Kennedy knew him. His body was broken and exhausted, there was no way he was getting out of this. The sun shone above the water almost blinding him, but it was that last sun he was going to see. Just as everything went black he saw the shadow of a hand.

Winter trudged out of the water, dragging the soldier behind her. She dropped him on the shore. She knew she couldn't go back to Peirce, she was more than an emotionless weapon, she had a story and she was going to find out what it was. Taking one more look at the man lying on the shore she turned her back and walked away.

Epilogue

Smithsonian Museum

A petite woman stood in the middle of the Captain America exhibit. Ever wall was covered in something about America's greatest hero and the people who supported him the most. First there was Captain America himself, then a woman that looked a little bit like she did. And then there was James Buchanan (Bucky) Barnes. She skimmed over his biography briefly. He didn't look any different in the pictures than he did in real life. After moving down the line from him there was one last person.

Kennedy Elizabeth Carter was born on  
February 22nd 1923 in London, England to  
Harrison and Amanda Carter. As she grew, she  
followed her older brother Michael and older  
sister Margaret on many adventure. When World  
War Two started Michael went to war and was  
sadly killed in action. Both Kennedy and Margaret  
joined the Strategic Scientific Reserve. They were  
sent to New York to help with Project Rebirth and  
Both meet Steven Rogers at Camp Lehigh where  
they helped with his training. After a year at Camp  
Lehigh Kennedy followed her sister to England.  
In England Kennedy met James Barnes, they fell in  
love and were engaged in September 1945. Only  
three months later on December 20th 1945  
Kennedy joined The Howling Commandos on a  
mission to capture Dr. Arnim Zola. While the  
mission was successful, Agent Kennedy Carter was  
killed in action defending her fiancé and Captain  
America. Her death was a devastating loss.

Winter read the story, her story and felt her eyes tearing up. She wasn't crying because of the story, but because she didn't remember any of it. Everything was new to her, she had a brother, sister, and fiancé and she didn't remember any of them. She knew what her fiancé sounded like, but that was only because of their encounters surrounding the hellicarriers. The tears slowly ran down her cheeks, they were hot, and salty. She whipped them away with her right hand not wanting to take her metal arm out of her hoodie pocket. People stared at her as they walked by. One little girl walked up to her completely oblivious to how rude she was being.

"You look like the lady in that picture." The little girl pointed to the picture of Kennedy. Winter laughed a little bit.

"I am the lady in that picture."


End file.
